Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

Rego Interactive Co., Ltd Annual Report 2019

Mar 27, 2020

50588_rns_2020-03-26_5db14f32-3b02-4213-bdf5-3035f8565933.pdf

Annual Report

Open in viewer

Opens in your device viewer

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

==> picture [375 x 50] intentionally omitted <==

(A joint stock limited company incorporated in the People’s Republic of China with limited liability)

(Stock Code: 1065)

ANNOUNCEMENT OF FINAL RESULTS

FOR THE YEAR ENDED 31 DECEMBER 2019

§1 IMPORTANT

  • 1.1 The board of directors (the “ Board ”), supervisory committee (the “ Supervisory Committee ”), directors (the “ Directors ”), supervisors (the “ Supervisors ”) and senior management of Tianjin Capital Environmental Protection Group Company Limited (the “ Company ”) confirm that the information in this report does not contain any false information, misleading statements or material omissions, and accept joint and several responsibility for the truthfulness, accuracy and completeness of its contents.

This results announcement is the summary of the 2019 annual report of the Company and its subsidiaries (the “ Group ”). For detailed information, please read the 2019 annual report of the Group carefully.

  • 1.2 PricewaterhouseCoopers Zhong Tian LLP and PricewaterhouseCoopers have audited the 2019 financial reports of the Group and have issued unqualified audit reports.

  • 1.3 Mr. Liu Yujun, the Company’s chairman, Ms. Peng Yilin, the officer in charge of the accounting function, and Mr. Liu Tao, the officer in charge of the accounting department (the accounting management officer), have declared that they are responsible for the truthfulness, accuracy and completeness of the financial reports contained in the 2019 annual report.

1

§2 COMPANY PROFILE

2.1 Basic information

Short name of the A shares 創業環保 Stock code of the A shares 600874 Stock exchange for listing Shanghai Stock Exchange of the A shares Short name of the H shares Tianjin Capital Stock code of the H shares 1065 Stock exchange for listing of the H shares

The Stock Exchange of Hong Kong Limited

2.2 Contact person and method

Company Secretary to
Company Secretary in

Securities Affairs
the Board Hong Kong Representative
Name Niu Bo Mona Y. Y. Cho Guo Fengxian
Correspondence TCEP Building, 76 22/F, Worldwide House,
TCEP Building, 76
address Weijin South Road, Central, Hong Kong Weijin South Road,
Nankai District, Tianjin, Nankai District, Tianjin,
The People’s Republic the PRC
of China (the “PRC”)
Telephone number 86-22-23930128 852-21629620 86-22-23930128
Facsimile number 86-22-23930126 852-25010028 86-22-23930126
Email address [email protected] [email protected] [email protected]

2

§3 ACCOUNTING DATA AND FINANCIAL INDICATORS

3.1 Major accounting data

Unit: 0’000 Currency: RMB

Increase/decrease
for the period as
compared to the
same period
Major accounting data 2019 2018 last year (%) 2017
Operating income 285,145.3 244,751.5 16.50 214,834.1
Net profit attributable to the
shareholders of the Company 50,710.7 50,116.8 1.19 50,825.1
Net profit after deduction of
extraordinary items attributable to
the shareholders of the Company 38,445.2 44,560.6 -13.72 46,887.7
Net cash flow from
operating activities 83,928.6 69,264.6 21.17 91,205.2
Increase/decrease
as at the end
of the period
as compared to
As at As at the end of the As at
the end of the end of same period the end of
2019 2018 last year (%) 2017
Net assets attributable to the
shareholders of the Company 617,402.5 581,820.3 6.12 511,704.0
Total assets 1,799,080.7 1,568,744.8 14.68 1,245,289.0

3

3.2 Major financial indicators

Currency: RMB

Major financial indicators
2019
Basic earnings per share
(RMB/share)
0.36
Diluted earnings per share
(RMB/share)
0.36
Basic earnings per share after
deduction of extraordinary items
(RMB/share)
0.27
Weighted average return on net
assets ratio (%)
8.48
Weighted average return on net
assets ratio after deduction of
extraordinary items (%)
6.43
3.3 EXTRAORDINARY ITEMS
Extraordinary items
Profit/loss from disposal of non-current assets
Government grants recognized in
current profit and loss, except
for those closely related to normal
business operation, in compliance
with requirements of national policy
and settled in certain amount which
are constantly granted by government
Profit from disposal of other current assets
Other non-operating income and expenses
except for the above items
Effect on non-controlling interests
Income tax effect
Total
2018
Increase/decrease
for the period as
compared to the
same period
last year (%)
2017
0.35
2.86
0.36
0.35
2.86
0.36
0.31
-12.90
0.33
9.05
-0.57
10.33
8.05
-1.62
9.53
Unit: 0’000 Currency: RMB
Amount in 2019
Amount in 2018
Amount in 2017
70.4
-90
-8.2
10,810.3
7,848.1
5,343.3
4,870.3
0
0
-152.0
-180.9
-72.6
-183.9
-126.7
-9.5
-3,149.6
-1,894.3
-1,315.6
12,265.5
5,556.2
3,937.4

4

§4 DIRECTORS’ REPORT

I. OPERATION DISCUSSION AND ANALYSIS

In 2019, under the leadership of the Board and in accordance with the 2019 Operating Strategy and Business Plan of the Group, the management of the Company has continued to solidly promote basic management, technology R&D, market development, institutional mechanism reform and other operations:

1. Further deepening operational management and consolidating operational advantages

Following the introduction of more stringent sewage treatment and discharge standards in various places, the Company upgraded and transformed multiple sewage projects. As the project operation has become more complex, the Company set up a large operational management center to systematize and standardize operational management on the one hand, and refined innovation and optimized technical schemes on the other hand, to strive to provide excellent operational services, control operational cost, and ensure project return.

In 2019, the Company, by overcoming numerous difficulties, completed the upgrading and renovation projects of the Jingu and Beicang sewage water treatment plants in the urban area of Tianjin, and was granted the the non-monetary exchange of the upgrading projects of the Xianyang Road Sewage Water Treatment Plant by exchanging with noncash assets, and achieved overall A standard for effluent water quality. At the same time, the Company and Tianjin Water Bureau* (天津水務局) (Party A to the agreement) jointly evaluated and negotiated the sewage treatment service fee after the upgrade. Both parties agreed, on the basis that the income level of the existing projects remain unchanged, the unit price of the sewage treatment service fee, being RMB2.32/m[3] , would be applicable to the sewage water treatment plants in Jingu, Beicang, Xianyang Road, and Dongjiao in Tianjin after their upgrades. The new unit price of the sewage treatment service fee is currently subject to the approval procedures of the relevant government departments.

The construction of the Yishui hazardous waste disposal project under Shandong Capital Environmental Protection Technology Consultant Company Limited (山東創 業環保科技發展有限公司) (“ Shandong Company* ”), a subsidiary of the Company, was completed and the project was officially put into operation. The construction of projects in other areas are in progress according to the plan.

2. Intensifying marketing effort and expanding the scale of the principal business

During the reporting period, the Company successively obtained the sewage treatment PPP project in Jieshou (2nd batch); the franchised projects of the Yuanquan Waterworks in Hanshou County; the PPP project for the comprehensive improvement of the regional water environment in Gaocheng District, Shijiazhuang City, Hebei Province; the first and the second sewage treatment plants in Suzhou District, Jiuquan City; the Yingdong sewage treatment plant project (phase II); the PPP project of the construction of the sewage treatment facilities for towns in Huize County; and phase I of the PPP project of the second sewage treatment plant in the north of Huoqiu County. The newly-added sewage treatment capacity, recycled water capacity, and tap water supply capacity was 367,000 tons per day, 65,000 tons per day, and 30,000 tons per day respectively.

5

3. Establishing a market-oriented incentive mechanism and deepening management innovation

The Company actively advances marketization reform, establishes a market-based incentive mechanism, and builds a professional manager team and puts in place a corresponding market-based salary and appraisal system, to establish a market-oriented employment mechanism and give full play to the performance-driven role of the management, thus driving the smooth realization of the Company’s strategic goals. To adapt to the increasingly complex management of the Group, the Company integrates various management functions, sets up corporate governance centers, corporate management centers, and other functional management centers, combines these centers with the three existing linear business centers, and further optimizes the matrix management system. These effort lay a solid foundation for improving the overall management efficiency, and management and control capabilities of the Group.

4. Strengthening the foundation, increasing investment, and playing the leading role of science and technology

In 2019, the Company’s R&D base and R&D center were preliminarily constructed, while laboratory qualification certification was initiated. The market-oriented scientific research progressed as planned, and functions such as sci-tech liaison, sci-tech information sharing, and sci-tech exchange and training played an increasingly important role. The leading role of technology R&D in market development, particularly in participating in market competition slowly emerged. Favorable economic benefits were made in the transformation of achievements in technology research centering on the CYYF+ entire-process deodorization business of Tianjin Caring Technology Development Company Limited ( 天津凱英科技發展股份有限公司 ) (“ Caring Company* ”). As of the end of the reporting period, the Company owned a total of 91 patents on sewage treatment and deodorization and 3 software copyrights.

5. During the reporting period, the shareholders’ meeting of the Company agreed to issue green medium-term notes and green short-term financing bonds with a total amount of no more than RMB2 billion and would initiate the issuance in due time, to provide financial support for the Company’s business development while optimizing the Company’s financial structure.

6

II. OPERATION SITUATION OF PRINCIPAL BUSINESS DURING THE REPORTING PERIOD

1. Analysis on the overall results of operations during the reporting period

In 2019, the Group recorded an operating revenue of RMB2,851.453 million, representing an increase of 16.50% as compared to that of last year. The operating costs were RMB1,984.537 million, representing an increase of 26.48% as compared to that of last year. The net profit attributable to the Company was RMB507.107 million, representing an increase of 1.19% over last year. The slight increase in net profit as compared to the same period last year was mainly due to the increase in the gross profit resulting from the significant increase in the revenue of various businesses and the cut in the income tax rate applicable to sewage projects.

2. Analysis of the principal business

During the reporting period, the Group’s principal business segment did not change significantly as compared to the previous year and the Group is still engaged in the sewage treatment business, recycled water business, tap water supply business, new energy heating and cooling supply business, toll collection business, and transformation of achievements in technology research. It recorded an operating income of RMB2,662.361 million, representing an increase of 17.80% over the previous year.

① The sewage treatment business recorded an income of RMB2,025.026 million, representing an increase of 24.51% as compared to the same period last year, which was mainly attributable to the increased volume of sewage water treatment and the upward adjustment to the unit price of the sewage treatment service fee of the sewage water treatment plants in the urban area of Tianjin. During the reporting period, the Group processed a total of 1,367.419 million m[3] of sewage, representing an increase of 12.4% as compared to the same period last year. On the one hand, the volume of the sewage treated by existing projects has increased. On the other hand, certain new sewage treatment projects were put into operation in the first half of this year.

② The recycled water business recorded an income of RMB283.813 million, representing a decrease of 18.88% as compared to the same period last year. This decrease was mainly attributable to: the revenue from the service of pipeline connection for recycled water falls significantly as the settlement of the service as confirmed by the progress schedule decreases year on year; and although the revenue of the Zhangguizhuang recycled water plant and Inner Mogolia Bayannur Capital Water Co., Ltd. (內蒙古巴彥淖爾創業水務有限責任公司) (“ Bayannur Company* ”) is driven by the year-on-year increase of the water sales volume, the revenue is still less than the decreased revenue from the service of pipeline connection. During the reporting period, the water sales volume was 60.981 million m[3] , representing an increase of 17.6% as compared to the same period last year.

③ The tap water supply business recorded an income of RMB105.374 million, representing an increase of 12.99% as compared to the same period last year, which was mainly attributable to the increase in the water sales volume. During the reporting period, the water sales volume was 48.696 million m[3] , representing an increase of 6.4% as compared to the same period last year. This was due to the increase of domestic water consumption from the Qujing water supply project; the year-on-year increase in the water sales volume as boosted by the commencement of the operation of the Bayannur project in March 2018; and the newly-added Hanshou water supply project.

④ The new energy heating and cooling supply business recorded an income of RMB101.377 million, representing an increase of 11.38% as compared to the same period last year, which was mainly attributable to the year-on-year increase in the income from heating and cooling supply as the operation of the Heiniucheng Road new energy project was commenced in November 2018.

7

⑤ The business of transformation of achievement in technology research recorded an income of RMB44.386 million, representing an increase of 25.8% as compared to the same period last year, which was mainly attributable to heightened marketing effort and the year-on-year increase in the sales revenue of deodorization equipment.

⑥ The toll collection business recorded an income of RMB62.302 million, which remained more or less the same as the same period last year.

⑦ The hazardous waste disposal business recorded an income of RMB14.10 million during the reporting period since the commencement of the official operation of the Yishui hazardous waste disposal project in 2019.

During the reporting period, while striving for market expansion for its principal business, the Company continued to strengthen its project operation (including cost control and agreement maintenance), decrease the operating cost as much as possible, and in time adjust the unit price of the sewage treatment service fee for ensuring project income.

3. Analysis of other businesses

The Group’s other businesses mainly include the sewage treatment entrusted operation business via the technical service model as well as the technical and engineering consulting business. During the reporting period, it realised an income for other businesses of RMB189.092 million, which remains unchanged from the previous year.

8

(I) ANALYSIS OF THE PRINCIPAL BUSINESS

Analysis on changes in income statement and cash flow statement

Unit: 0’000 Currency: RMB

Amount for
Amount for the same
the current period Percentage
Item period last year change (%)
Operating revenue 285,145.3 244,751.5 16.50
Operating cost 198,453.7 156,899.5 26.48
Distribution costs 707.5 541.7 30.61
Administrative expenses 16,866.1 12,909.6 30.65
Financial expenses-net 19,939.6 16,198.6 23.09
Net impairment losses on financial assets 3,138.3 1,297.3 141.91
Other gains-net 4,787.5 246.1 1,845.35
Income tax expense 10,058.7 16,806.4 -40.15
Net cash flows from operating activities 83,928.6 69,264.6 21.17
Net cash flows from investing activities -195,348.8 -242,270.2 19.37
Net cash flows from financing activities 137,196.0 164,491.0 -16.59
  1. Reason for change in operating revenue: it was mainly due to the increase in sewage treatment of existing projects and the price adjustment of the sewage projects in the urban area of Tianjin, which increased the operating revenue.

  2. Reason for change in operating cost: it was mainly due to increased water volume and improved water quality standards which resulted in significant increase in the cost per unit of the Group, and the impairment losses for the Anguo sewage treatment project.

  3. Reason for change in selling expenses: it was mainly due to the operation of the Company’s hazardous waste projects, which increased the selling expenses.

  4. Reason for change in administrative expenses: it was mainly due to the year-on-year increase in asset depreciation as the Company’s investment properties transferred to fixed assets and the increase in the staff number and administrative expenses of newly operated projects.

9

  1. Reason for change in financial expenses: it was mainly due to the increase in the financial expenses as the interest expenses were recorded as expenses after certain construction projects were put into operation.

  2. Reason for change in net impairment losses on financial assets: it was mainly due to the increase in the provision of bad debt for receivables accrued by the Company.

  3. Reason for change in others gains-net: it was mainly due to the disposal of the proceeds from the disposal of the tap water business from Auguo Capital Water Company Limited (安國創業水務有限公司) (“ Anguo Company* ”).

  4. Reason for change in income tax: it was mainly due to reduction of the applicable income tax rate of the Company’s sewage treatment services.

  5. Reason for change in net cash flows from operating activities: it was mainly due to the increase in the sewage treatment service fee received as compared to the same period last year.

  6. Reason for change in net cash flows from investing activities: it was due to the fact that the investment payment of the construction projects of the Company for the current year were lower than those in the last year.

  7. Reason for change in net cash flows from financing activities: it was mainly because the new debt financing for the current year is lower than that in the same period last year.

10

1. Analysis of income and costs

During the reporting period, while striving for market expansion and increasing the scale of its principal business, the Company continued to strengthen its project operation, on the one hand to improve the operation quality to meet increasingly stringent regulatory requirements, and strive for operating cost control through refined management; and on the other hand to maintain project agreements and adjust the unit price of the sewage treatment service fee in time for ensuring project income.

Unit: 0’000 Currency: RMB

Major business operating revenue
Other business operating revenue
Major business operating cost
Other business operating cost
2019
266,236
18,909
285,145
179,979
18,475
198,454
2018
226,013
18,739
244,752
141,399
14,457
155,856

(1). Major business breakdown by industry, product, and region

Unit: 0’000 Currency: RMB

Major business by industry

Increase/ Increase/
Decrease in Decrease in
operating operating
revenue as cost as Increase/Decrease
compared compared in gross profit margin
Operating Operating Gross profit to last year to last as compared with
Industry revenue cost margin (%) (%) year (%) last year (%)
Sewage treatment (Note 1) 202,503 138,728 31.49 24.51 32.54 -4.15
Recycled water business 28,381 21,137 25.52 -18.88 -3.80 -11.67
Toll collection business 6,230 712 88.57 -0.29 -0.03
Tap water supply business 10,537 7,652 27.38 12.99 22.67 -5.73
Cooling and heating 10,138 7,013 30.82 11.38 19.29 -4.59
supply business
Transformation of 4,439 1,937 56.36 25.82 5.16 8.57
technology research
achievements (Note 2)
Others (Note 3) 4,008 2,800 30.14 2,054.84 3,046.07 -22.01

11

Major business by region

Major business by region
Increase/ Increase/ Increase/
Decrease in Decrease Decrease
operating in operating in gross profit
Gross revenue as costs as margin as
profit compared compared compared
Operating Operating margin to last year to last year to last year
Region revenue costs (%) (%) (%) (%)
Beijing-Tianjin-Hebei 160,668 103,044 35.87 14.80 28.24 -6.72
Region (Note 4)
Southwest Region (Note 5) 15,123 11,089 26.67 -9.33 1.45 -7.80
Northwest Region (Note 6) 28,711 22,113 22.98 45.33 39.91 2.98
Central China Region (Note 7) 23,712 17,089 27.93 52.08 66.04 -6.06
Eastern China Region (Note 8) 30,196 21,546 28.65 -0.15 1.73 -1.32
Northeast Region (Note 9) 7,826 5,098 34.86 106.38 79.38 9.81
  • Note 1: The increase was due to the increased treatment volume of existing water projects and the upward adjustment to the unit price of the sewage treatment service fee of the sewage water treatment plants in the urban area of Tianjin.

  • Note 2: The increase was due to the year-on-year increase in the settlement amount of the deodorization business.

  • Note 3: The increase was due to the addition of commissioning and installation service plus technical advice service of new equipment.

12

  • Note 4: The Beijing-Tianjin-Hebei Region includes the four sewage treatment plants in Dongjiao, Xianyang Road, Jingu, and Beicang of Tianjin as well as Anguo Company, Tianjin Jinghai Capital Water Company Limited (天津靜海創業水務有限公司) (“ Jinghai Company ”), Tianjin Jinning Capital Water Company Limited (天津津寧創環水務有限公司) (“ Jinning Capital Company ”), Tianjin Water Recycling Company Limited (天津中水有限公司) (“ Water Recycling Company ”), Caring Company, Tianjin Jiayuanxing Innovative Energy Technology Company Limited (天津佳源興創新能源科技有限公司) (“ Jiayuanxing Company ”), Tianjin Capital New Materials Company Limited (天津創業建材有限公司) (“ Capital Materials Company* ”), etc., and the growth was due to the increase in business volume as compared with the same period last year.

  • Note 5: The Southwest Region includes Guizhou Capital Water Company Limited (貴州創業水務 有限公司) (“ Guizhou Company ”) and Qujing Capital Water Company Limited (曲靖創業 水務有限公司) (“ Qujing Company ”).

  • Note 6: The Northwest Region includes Xi’an Capital Water Company Limited (西安創業水務有 限公司) (“ Xi’an Company ”), Karamay Tianchuang Capital Water Company Limited (克 拉瑪依天創水務有限公司) (“ Karamay Company ”), Bayannur Company, Linxia Capital Water Company Limited (臨夏市創業水務有限公司) (“ Linxia Company ”), and Jiuquan Capital Water Company Limited (酒泉創業水務有限公司) (“ Jiuquan Company ”), and the increase was due to the new commissioning and installation service plus technical advice service of Xi’an Company, the operation of the projects of Karamay Company (Phase II) and Linxia Company, and the newly-added Jiuquan Company.

  • Note 7: Central China Region includes Fuyang Capital Water Company Limited (阜陽創業水務 有限公司) (“ Fuyang Company ”), Wuhan Tianchuang Capital Environmental Protection Company Limited (武漢天創環保有限公司) (“ Wuhan Company ”), Yingshang Capital Water Company Limited (潁上創業水務有限公司) (“ Yingshang Company ”), Changsha Tianchuang Capital Water Co., Ltd. (長沙天創水務有限公司) (“ Changsha Tianchuang Water Company ”), Changsha Tianchuang Environmental Protection Co., Ltd. (長沙天創 環保有限公司) (“ Changsha Tianchuang Environmental Protection Company ”), Anhui Capital Water Company Limited (安徽天創水務有限公司) (“ Anhui Company ”), Honghu Tianchuang Water Company Limited (洪湖市天創水務有限公司) (“ Honghu Tianchuang Company ”) and Hefei Capital Water Company Limited (合肥創業水務有限公司) (“ Hefei Company ”) and Hanshou Capital Water Co., Ltd (“ Hanshou Company ”). The increase was due to the operation of the upgraded projects of Anhui Company, Hefei Company, and Wuhan Company and the newly-added Hanshou Company.

  • Note 8: The Eastern China Region includes Hangzhou Tianchuang Capital Water Company Limited (杭州天創水務有限公司) (“ Hangzhou Company ”), Baoying Capital Water Company Limited (寶應創業水務有限責任公司) (“ Baoying Company ”), and Deqing Capital Water Company Limited (德清創業水務有限公司) (“ Deqing Company* ”).

  • Note 9: The Northeast Region includes Dalian Oriental Chunliuhe Water Quality Purification Company Limited (大連春柳河公司) (“ Dalian Chunliuhe Company ”), Wendeng Capital Water Company Limited (文登創業水務有限公司) (“ Wendeng Company ”) and Shangdong Company. The increase was due to the full-year operation of Dailian Chunliuhe Company and the commencement of the trial operation of Shandong Company.

(2). Analysis of production and sales volume

Not applicable

13

(3). Cost analysis

Unit: 0,000 Currency: RMB

By industry
Percentage
change
in the amount
for the
Percentage current
of total Percentage period as
Amount costs Amount of total compared to
for the for the in the costs for the the
current current same period same period same period
Industry Cost item period period (%) last year last year (%) last year (%) Explanation
Sewage treatment Labor 14,532 8.07 12,999 9.19 11.79 Nil.
Energy consumption 24,874 13.82 20,977 14.84 18.58 Nil.
(electricity)
Materials consumption 26,159 14.53 17,042 12.05 53.50 The material
consumption has
increased mainly
due to the increase in
the volume of
sewage treatment.
Depreciation and 43,081 23.94 31,068 21.97 38.67 Increase in
amortization amortization expenses
resulting from the
projects that
are newly put into
operation
Other manufacturing 30,082 16.71 22,581 15.97 33.22 Laboratory testing,
costs sludge disposal,
and plant
environmental fees
resulting from the
projects newly put into
operation as well
as the
maintenance
and monitoring costs
of existing projects has
increased.
Subtotal 138,728 77.07 104,667 74.02 32.54 Nil.

14

By industry
Percentage
change
in the amount
for the
Percentage current
of total Percentage period as
Amount costs Amount of total compared to
for the for the in the costs for the the
current current same period same period same period
Industry Cost item period period (%) last year last year (%) last year (%) Explanation
Tap water Labor 1,318 0.73 1,060 0.75 24.34 Nil.
Energy consumption 936 0.52 689 0.49 35.85 The Hanshou Project is
(electricity) newly added this year
Materials consumption 3,179 1.77 2,969 2.10 7.07 Nil.
(including the water
resource fees)
Depreciation and 1,846 1.03 1,411 1.00 30.83 The Hanshou Project is
amortization newly added this year
Other manufacturing 373 0.21 109 0.08 242.20 The costs of
costs maintenance, water
quality testing, and
pipeline network
maintenance has
increased due to the
newly-added
Hanshou Project in
this year.
Subtotal 7,652 4.26 6,238 4.41 22.67 Nil.
Recycled water Labor 2,194 1.22 1,829 1.29 19.96 Nil.
Energy consumption 1,261 0.70 1,241 0.88 1.61 Nil.
(electricity)
Materials consumption 1,081 0.60 895 0.63 20.78 Nil.
Depreciation and 2,710 1.51 3,023 2.14 -10.35 Nil.
amortization
Other manufacturing 5,177 2.88 1,655 1.17 212.81 The pipeline network
costs commissioning and
maintenance costs
have increased.
Subtotal 12,423 6.91 8,643 6.11 43.73 Nil.
Recycled water pipe Construction cost 8,714 4.84 13,329 9.43 -34.62 The cost has reduced
network connection due to the decrease in
the settlement of
the pipeline
connection business
Subtotal 8,714 4.84 13,329 9.43 -34.62 Nil.

15

By industry
Percentage
change
in the amount
for the
Percentage current
of total Percentage period as
Amount costs Amount of total compared to
for the for the in the costs for the the
current current same period same period same period
Industry Cost item period period (%) last year last year (%) last year (%) Explanation
Energy supply Labor 1,203 0.67 930 0.66 29.35 Nil.
Energy consumption 2,343 1.30 2,231 1.58 5.02 Nil.
(electricity)
Materials consumption 74 0.04 64 0.05 15.63 Nil.
Depreciation and 2,348 1.30 1,833 1.30 28.10 Nil.
amortization
Other manufacturing 1,045 0.58 821 0.58 27.28 Nil.
costs
Subtotal 7,013 3.89 5,879 4.16 19.29 Nil.
Toll collection Collection management 712 0.40 712 0.50 0 Nil.
fees
Subtotal 712 0.40 712 0.50 0 Nil.
Transformation of Expenditure for 1,785 0.99 1,753 1.24 1.83 Nil.
achievements in technology
materials and
research facilities
Other manufacturing 152 0.08 89 0.06 70.79 The depreciation
costs expenses have
increased.
Subtotal 1,937 1.07 1,842 1.3 5.16
Others Product marketing 2,196 1.22 0 0 0 The equipment
debugging and
installation revenue
has increased.
Other manufacturing 604 0.34 89 0.06 578.65 The cost has increased
costs due to the operation of
the hazardous waste
business
Subtotal 2,800 1.56 89 0.06 3,046.07 Nil.
Total 179,979 100 141,399 100 27.28 Nil.

16

Cost analysis and other explanation

Nil.

(4). Major customers and major suppliers

Sales from the top five customers amounted to RMB1,666.4789 million, accounting for 58% of total sales for the year; among which, sales from related parties was RMB0 million, accounting for 0% of total sales for the year.

Procurement from the top five suppliers amounted to RMB645.5174 million, accounting for 24% of total procurement for the year; among which, procurement from related parties was RMB0 million, accounting for 0% of total procurement for the year.

Other explanation

Nil.

2. Expenses

See the above analysis statement on relevant subjects changes in income statement and cash flow statement for details.

3. Research and development investment

Unit:0,000 Currency:RMB
Expensed research and development investment during the
current period 1,792.5
Capitalized research and development investment during the
current period 849.26
Total research and development investment 2,641.76
Percentage of total research and development investment
over operating revenue (%) 0.93
Number of research and development personnel in the Company 212
Percentage of number of research and development personnel
over the total number of personnel of the Company (%) 10.57
Ratio of capitalized research and development investment (%) 32.15

Explanation

During the reporting period, the Company has made great efforts to promote the research and development work and rebuild the research and development bases and centers. The investment in R & D has increased significantly compared with the previous year. The main capitalized R & D investment in the year is the expenditure for the purchase of R & D equipment.

4. Cash flow

See the above analysis statement on relevant subjects changes in income statement and cash flow statement for details.

17

(II) MAJOR CHANGES IN PROFITS CAUSED BY NON-PRINCIPAL BUSINESSES

Not applicable

(III) ANALYSIS OF ASSETS AND LIABILITIES

1. Assets and liabilities

Unit: 0,000 Currency: RMB

Percentage
Percentage change in
Percentage of the amount as at
of the amount as at the end of the
amount as at the end of current period
the end of the Amount as at the previous as compared
Amount as at current period the end of the period to the end of
the end of the to the total previous to the total previous
Items current period assets (%) period assets (%) period (%) Explanation
Notes receivable (Note 1) 1,613.1 0.09 1,029.5 0.07 56.69 Mainly due to the increase in the
bank acceptance notes received
during the current period as
compared with the same
period last year.
Prepayments 3,858.3 0.21 2,353.1 0.15 63.97 Mainly due to the increase in the
prepayment for
materials during the current
period as compared to the
same period last year.
Other receivables 6,515.6 0.36 3,616.2 0.23 80.18 Mainly due to the increase in
awarded deposits and the
value-added tax refund
receivable during this period as
compared with last year.
Other current assets 8,972.8 0.50 17,947.7 1.14 -56.41 Mainly due to the increase in the
value-added tax to be credited
by the Company within one year
as compared with last year.
Investment property 0.0 0.00 8,405.2 0.54 -100.00 Mainly due to the decrease of
the external leasing
business of the Company’s
buildings
Property plant and equipment 80,100.7 4.45 49,758.0 3.17 40.37 Mainly due to the increased
investment in the construction
of hazardous waste projects and
other projects as compared with
last year.
Deferred income tax assets 420.9 0.02 0.0 0.00 100.00 Mainly due to the impact of
deductive temporary differences
to income tax.

Note 1: notes receivable is included in trade receivables.

18

Percentage
Percentage change in
Percentage of the amount as at
of the amount as at the end of the
amount as at the end of current period
the end of the Amount as at the previous as compared
Amount as at current period the end of the period to the end of
the end of the to the total previous to the total previous
Items current period assets (%) period assets (%) period (%) Explanation
Other non-current assets 19,591.9 1.09 10,918.1 0.70 79.44 Mainly due to the increase in the
long-term value-added tax
to be credited by the Company
as compared with last year.
Trade payables 23,129.3 1.29 17,639.8 1.12 31.12 Mainly due to the costs of
pipeline network maintenance,
water resource fees, and
materials expenses payable by
subsidiaries.
Borrowings-short term 105,986.9 5.89 44,336.9 2.46 139.05 Mainly due to the increase in
long-term borrowings due within
one year during this period.
Borrowings-long term 506,679.7 28.16 411,468.3 22.87 23.14 Mainly due to the newly added
long-term borrowings of the
Company.

(IV) ANALYSIS OF INDUSTRY OPERATIONAL INFORMATION

With the revision of Water Pollution Prevention and Control Law of the PRC, the local governments have been increasing the demands for the enhancement and assurance of the water environment quality. On one hand, the existing sewage treatment plants have gradually begun to upgrade in order to meet the higher discharge standards. On the other hand, the comprehensive management of water environment will become the mainstream demand of the market.

“National Plan for Construction of Urban Sewage Treatment and Recycling Facilities under the 13th Five-Year Plan” suggests that by the end of 2020, full coverage of urban sewage treatment facilities shall be achieved, and the black and odorous water of urban built districts above the prefecture level shall be controlled within 10%, and the urban sludge harmless disposal rate shall reach 75%, and the utilization rate of recycled water in cities and counties shall be raised further.

The above industry policies give the enterprises in the water utilities industry a lot of room for the market development, but they also put forward a great challenge for operation, market expansion, capital operation, technological development and research and other comprehensive capabilities of the enterprises.

19

Water Utilities Industry Analysis

1. Capacity and operation situation during the reporting period

Utilization rate Utilization rate
Section Capacity of capacity (%)
Supply of tap water and industrial water 315,000 m3/day 46.1
Sewage treatment 4,211,100 m3/day 89.0
Recycled water 355,000 m3/day 38.4
Scale of new production
Planned capacity
during the reporting of projects under
Estimated
District Capacity period construction production time
Beijing-Tianjin – Hebei region 1,905,000 tons/day 0 600,000 tons/day 2020
Northwest 925,000 tons/day 15.5 100,000 tons/day 2020
Eastern China 698,000 tons/day 4.8 0 tons/day
Central China 708,100 tons/day 28.81 276,600 tons/day 2020 to 2021
Southwest 440,000 tons/day 5 31,850 tons/day 2020 to 2021
Northeast 205,000 tons/day 0 100,000 tons/day 2020

2. Sales information

Unit: 0,000 Currency: RMB 0,000 Currency: RMB
Gross YoY
Sales margin Change
Section revenue Cost (%) (%)
Supply of tap water 10,537 7,652 27.38 -5.73
Sewage treatment 202,503 138,728 31.49 -4.15
Recycled water 10,839 12,423 -14.61 -5.59

20

(1). Section of supply of tap water

  • 1.1 The average water price and pricing principle for each district, and adjustment during the reporting period

Unit: Yuan Currency: RMB

  • Adjustment during the

  • Average reporting Adjustment mechanism

  • District water price Pricing principle period (if any) Qujing 1.70 The price of water supply services is No price Price adjustment by the cost calculated with the principle of covering adjustment factor adjustment method the operation and maintenance costs of tap water supply projects with reasonable investment return.

  • Hanshou, Hunan 2.60 The price of water supply services is No price Price adjustment by the cost calculated with the principle of covering adjustment factor adjustment method the operation and maintenance costs of tap water supply projects with reasonable investment return.

  • Bayannur 2.35 The price of water supply services is No price According to the relevant calculated with the principle of covering adjustment provisions of the the operation and maintenance costs of Administrative Measures on tap water supply projects with reasonable the Price of Water Supplied to investment return. Municipalities

  • 1.2 The average water price and pricing principle for each customer type, and adjustment during the reporting period

Unit: Yuan Currency: RMB

Adjustment during
Type of Average the reporting Adjustment
client **water price ** Pricing principle period mechanism (if any)
Government 2.14 The price of water supply services The Hanshou Project
Price adjustment by the cost
is calculated with the principle has been newly factor adjustment method
of covering the operation and added during the
maintenance costs of tap water reporting period.
supply projects with reasonable
investment return.

21

(2). Section of sewage treatment

  • 2.1 The average water price and pricing principle for each district, and adjustment during the reporting period

Unit: Yuan Currency: RMB

Average Adjustment during the Adjustment
District water price Pricing principle reporting period mechanism (if any)
Beijing- 2.12 The price of project services The unit price of the Price adjustment by the
Tianjin- is calculated with the principle sewage treatment cost factor adjustment
Hebei region of covering the operation and service fee, being method
maintenance costs of sewage RMB2.32/m3, will
treatment projects with reasonable be applicable to the
investment return. sewage water treatment
plants in Jingu,
Beicang, and Xianyang
Road in Tianjin after their
upgrades.
Northeast 1.20 The price of project services Wendeng Company Price adjustment by the
is calculated with the principle changed the water cost factor adjustment
of covering the operation and price (exclusive of method
maintenance costs of sewage tax) of RMB1.3/m3
treatment projects with reasonable to RMB1.39/m3
investment return. (inclusive of tax) due
to the adjustment to
the value-added tax
refund mechanism,
and subsequently
changed the water
price to RMB1.37/m3,
which should be
put into effect as from 1
April 2019.
Eastern China 1.3 The price of project services The newly-added Deqing Project Price adjustment by the
is calculated with the principle has been put into operation. cost factor adjustment
of covering the operation and method
maintenance costs of sewage
treatment projects with reasonable
investment return.
Central China 1.12 The price of project services The newly-added Anhui, Hefei, Price adjustment by the
is calculated with the principle Honghu and Ninxiang Projects cost factor adjustment
of covering the operation and have been put into operation. method
maintenance costs of sewage
treatment projects with reasonable
investment return.

22

Average Adjustment during the Adjustment
District water price Pricing principle reporting period mechanism (if any)
Northwest 1.29 The price of project services The newly-added Gansu, Linxia Price adjustment by the
is calculated with the principle and Jiuquan Projects have been cost factor adjustment
of covering the operation and put into operation. method
maintenance costs of sewage
treatment projects with reasonable
investment return.。
Southwest 1.01 The price of project services The water price for Guiyang Price adjustment by the
is calculated with the principle Project has been increased to cost factor adjustment
of covering the operation and RMB1.40/m3. method
maintenance costs of sewage
treatment projects with reasonable
investment return.
  • 2.2 The average water price and pricing principle for each customer type, and adjustment during the reporting period

Unit: Yuan Currency: RMB

Type of client Government

  • Adjustment during

  • Average Pricing the reporting Adjustment

  • water price principle period mechanism (if any) 1.46 The price of project See more details in Price adjustment services is calculated the table “2.1 by the cost factor with the principle of The average water adjustment method covering the operation price and pricing and maintenance principle for costs of sewage each district, and treatment projects with adjustment during reasonable investment the reporting period” return. above.

3. Water quality of water sources of major water collection points

During the reporting period, the warer sources of Qujing No. 1, No. 2, and No. 3 Water Plants of the Company are Xiaoxiang Reservoir, Xihe Reservoir and Shuicheng Reservoir. According to the inspection information of Qujing Zhizhen Environmental Testing Co., Ltd.(曲靖至臻環境檢測有限公司) in 2019, the water quality indicators of the three reservoirs met Class II surface water environmental quality standards (GB3838-2002). The supply project of tap water in Bayannur for Front Banner subsidies was Shengyuan Tap Water Plant. The water sources for the plant are Gongjiqu(公濟 渠)underground water sources. According to the inspection information of the Institute of Water Resources for Bayannur(巴彥淖爾市水利科學研究所) in 2019, the water quality indicators of 10 water source wells met The Standards for Drinking Water Quality (GB5749-2006).

23

4. Supply of tap water

Difference of production and sales YoY Impact on volume Change the Company’s Water supply Sales volume (%) (%) Reason operation 48,696,000 48,696,000 0 6.4 New water users No material impact tons tons in the cigarette factory area of Qujing Tap Water Plant 6,115,000 6,115,000 0 8.4 An increase in 2019 due No material impact tons tons to the commencement of industrial water supply in March 2018

5. Significant capital expenditure

Unit: 0,000 Currency: RMB

Total amount of capital expenditure plan during the reporting period Source of capital

Capital cost Project status

326,493 Projects are financed with the Company’s own funds, and the construction funds are from bank borrowings.

4.79% See details in the table below

24

Among which: Project status

Unit: 0,000 Currency: RMB

If there is any
significant
change or
significant
The amount difference in
invested the project
during Accumulated progress, the
Total the and actual reasons shall
project Project investment investment Project be stated
Project operation model budget Progress period amount revenue and disclosed
Hefei taochong project 58,590 Under construction 16,570 48,841 Deficit of Nil.
RMB13.13 million
in 2019.
The 2nd batch of 48,725 Under construction 16,574 16,574 Profit of Nil.
PPP projects in Jieshou City RMB0.6 million
in 2019.
Yuanquan Waterworks in 15,000 Under construction 8,822 8,822 Profit of Nil.
Hanshou County RMB0.16 million
in 2019.
Project for the comprehensive 72,499 Under construction 20,068 20,068 Under construction and Nil.
improvement of the no income
water environment in
Gaocheng District
Project in Suzhou District, 59,413 Under construction 14,645 14,645 Deficit of Nil.
Jiuquan City RMB1.04 million
in 2019.
Phase II project in 17,542 Under construction 2,965 2,965 Under construction and Nil.
Yingdong District no income

25

6. Non-monetary assets exchange

According to the policies of the Tianjin Municipal Government (the “ Tianjin Government” ), the Company is mandated to improve the quality standards of the effluent from two of its sewage treatment plants in Tianjin. As a result, the operations of the Company’s Xianyang Road Sewage Plant and Dongjiao Water Plant (include matched recycling water plant) have to be relocated and conducted in another new plants to be constructed by the Tianjian Government (namely the “ New Xianyang Road Sewage Plant and the New Dongjiao Water Plant ”). All of the construction costs for the new plants (together with the associated land costs) and relocation costs will be borne by the Tianjin Government.

The New Xianyang Road Water Plant as freely provided by the Tianjin Government becomes ready for use on 1 August 2019 and all of the operations of the Xianyang Road Sewage Plant has been relocated to the New Xianyang Road Sewage Plant and the Group has transferred its entire interests in the Xianyang Road Sewage Plant (including the land) to the Tianjian Government on the same date (the “ Assets Transfer Date ”) (the “ Relocation and Non-monetary Assets Exchange Arrangement ”). All of the key terms of the service concession right agreement governing the operations of the Xianyang Road Sewage Plant (the “ Concession Right Agreement ”) remains unchanged and continued to be applicable to the Company’s operations of the New Xianyang Road Sewage Plant till the end of the Concession Right Agreement. The Tianjin Government has also approved that the Company can increase the tariff rates for its sewage processing services (to certain extent) so as to compensate the higher operating costs for maintaining the improved quality standards of the effluent from the New Xianyang Road Sewage Plant.

As of the Assets Transfer Date, the assets and concession right as recognised by the Group in connection with operations of the Xianyang Road Sewage Plant were included in property, plant and equipment, right-of-use assets (representing the land use rights) and intangible assets with the carrying amounts of RMB19 million (with cost amounts and accumulated depreciation amounts of RMB96 million and RMB77 million respectively), RMB4 million (with cost amounts and accumulated depreciation amounts of RMB5 million and RMB1 million respectively) and RMB685 million (with cost amounts and accumulated amortisation amounts of RMB1,094 million and RMB409 million respectively), respectively.

26

The entire Relocation and Non-monetary Assets Exchange Arrangement is conducted based on the instructions of the Tianjin Government and the Group has not been exposed to or benefit from any significant changes in risks and rewards as a result of that arrangement. In view of this, the Directors of the Company are of the view that the Relocation and Non-monetary Assets Exchange Arrangement will not have any impact on the carrying amounts of property, plant and equipment, right-of-use assets and intangible assets as previously recognised by the Group and the related assets (including the concession right) will continue to be depreciated or amortised on a consistent straight-line basis over their respective remaining useful lives or concession right period (as applicable).

The relocation of the Dongjiao Water Plant under similar arrangement as mentioned above is expected to be commenced and completed in 2020.

(V) ANALYSIS OF INVESTMENT

1. Overall analysis of equity investment

During the reporting period, the Company’s equity investment was distributed in water projects and hazardous waste business, and for the establishment of project companies or purchase of equity thereof. The total amount of equity investment in 2019 was approximately RMB554.32 million, decreasing RMB213.83 million from the previous year.

(1) Major equity investment

  • (1) On 30 January 2019, the Board agreed to increase the capital of Fuyang Company by RMB146.1822 million for increasing the capital of Jieshou Capital Water Company Limited (界首市創業水務有限公司) (“ Jieshou Company* ”). With the amount, Jieshou Company would invest in, construct, operate, and maintain the sewage treatment PPP project (2nd batch) in Jieshou. The investment in the project was expected to be RMB487.2486 million. Following the capital increase, the registered capital of Fuyang Company would increase to RMB337.2822 million. The capital increase has been completed during the reporting period.

27

  • (2) On 25 February 2019, the Board agreed that Hanshou Company would be responsible for the investment, construction, and operation of the franchised projects of the Yuanquan Waterworks in Hanshou County. The Company contributed RMB33.75 million to Hanshou Company, whose registered capital was RMB45 million, accounting for 75% of the share capital; and Hunan Fengyuan Water Investment Construction Co., Ltd.* (湖南省豐源水 務投資建設有限公司) contributed RMB11.25 million to Hanshou Company, accounting for 25% of the share capital. Hanshou Company has been

established.

  • (3) On 11 March 2019, the Board agreed to establish Hebei Guojin Tianchuang Sewage Treatment Company Limited (河北國津天創污水處理有限責任 公司) (“ GJTC ”) that would be responsible for the investment, construction, operation, and maintenance of the PPP project for the comprehensive improvement of the regional water environment in Gaocheng District. The Company contributed RMB128.3232 million in cash to GJTC whose registered capital was RMB217.4969 million, accounting for 59% of the share capital; Hebei Guokong Jincheng Environmental Control Co., Ltd. (河北國控津城環境治理有限責任公司) (“ Hebei Guokong ”) contributed RMB65.2491 million in cash to GJTC, accounting for 30% of the share capital; China Construction Third Bureau No. 3 Construction Engineering Co., Ltd* (中建三局第三建設工程有限公司) contributed RMB1.9575 million in cash to GJTC, accounting for 0.9% of the share capital; Tianjin Municipal Engineering Design & Research Institute * (天津市市政工程 設計研究院) contributed RMB0.2175 million to GJTC, accounting for 0.1% of the share capital; and the government representatives contributed RMB21.7497 million in cash to GJTC, accounting for 10% of the share capital. GJTC has been established during the reporting period.

  • (4) On 18 June 2019, the Board agreed to establish Jiuquan Company that would be responsible for the investment, construction, operation, and maintenance of the first and the second sewage water treatment plants in Suzhou District, Jiuquan City. The Company contributed RMB158.2379 million to Jiuquan Company whose registered capital was RMB178.2379 million, accounting for 88.78% of the share capital; and Suzhou District Construction Investment LLC* (肅州區建設投資有限責任公司), an implementing agency authorized by the government, contributed RMB20 million to Jiuquan Company, accounting for 11.22% of the share capital. Jiuquan Company has been established during the reporting period.

  • (5) On 13 August 2019, the Board agreed to increase the capital of Fuyang Company by RMB52.6263 million for the investment, construction, and implementation of the Yingdong Sewage Treatment Plant Project (2nd batch) by Fuyang Company. The investment in the project was expected to be RMB175.4210 million. Following the capital increase, the registered capital of Fuyang Company would increase to RMB389.9085 million. The capital increase has been completed during the reporting period.

28

  • (6) On 16 September 2019, the Board agreed that the Company would increase the capital of Changsha Tianchuang Environmental Protection Company for implementing the construction project of the emergency accident pool of the sewage treatment plant of Ningxiang Economic and Technological Development Zone. The capital increase of RMB5.7654 million was funded by the shareholders of Changsha Tianchuang Environmental Protection Company in cash in proportion to their shareholdings. The Company contributed RMB4.6947 million, accounting for 81.43% of the share capital; Tianjin Motianmo Science and Technology Co., Ltd. (天津膜天膜科技股份 有限公司) contributed RMB0.2883 million, accounting for 5% of the share capital; and Changsha Shuntai Investment Management Co., Ltd. (長沙順泰 投資管理有限公司) contributed RMB0.7824 million, accounting for 13.57% of the share capital. The capital increase has been completed during the reporting period.

  • (7) On 16 September 2019, the Board agreed that Shandong Company and Dongying Runli Municipal Garden Co., Ltd. (東營市潤鋫園林市政有限公 司) would jointly establish Shandong Chuangye New Environment Service Co., Ltd. (山東創業新環境服務有限公司) to implement the transfer station projects of hazardous waste in Dongying. Shandong Company contributed RMB5.1 million in cash to Shandong Chuangye New Environment Service Co., Ltd. (山東創業新環境服務有限公司) whose registered capital was RMB10 million, accounting for 51% of the share capital; and Dongying Runli Municipal Garden Co., Ltd. (東營市潤鋫園林市政有限 公司) contributed RMB4.9 million in cash to Shandong Chuangye New Environment Service Co., Ltd. (山東創業新環境服務有限公司), accounting for 49% of the share capital. Shandong Chuangye New Environment Service Co., Ltd. (山東創業新環境服務有限公司) has been established.

(2) Major non-equity investment

During the reporting period, the Jingu and Beichen sewage water treatment plants were upgraded and achieved A standards for effluent water quality. After reaching consensus through evaluation and negotiation with Party A to the agreement, the Company and Party A agreed that the unit price of the sewage treatment service fee, being RMB2.32/m[3] , would be adopted after the upgrade. The unit price of the sewage treatment service fee is currently subject to the approval procedures of the relevant government departments.

(3) Financial assets measured by fair value

Not applicable

(6) DISPOSAL OF MAJOR ASSETS AND EQUITY INTEREST

Not applicable

29

(7) ANALYSIS OF MAJOR COMPANIES IN WHICH THE COMPANY HAS INVESTED

Unit: 0’000 Currency: RMB

Principal
Place of Registered Type of Percentage of
Subsidiary Business Major Products\Or Services Capital Legal Person interest Asset Size Net Assets Net Profits
Water Recycling Tianjin Production and sales of recycled water; 10,000 Limited 100% 123,263 34,269 6,127
Company development and construction of water Company
recycling facilities; manufacturing,
installation, debugging and operation of water
recycling facilities etc.
Hangzhou Company Hangzhou, Operation and maintenance of sewage 37,744.50 Limited 70% 100,002 71,353 3,109
Zhejiang treatment and recycled water usage facilities, Company
and supporting services such as its technical
services and technical training. And its
technical services, technical training and
other supporting services.
Xi’an Company Xi’an, Shaanxi Development, construction, operation and 33,400 Limited 100% 60,481 42,920 2,663
management of municipal sewage treatment Company
plants and tap water and its supporting
facilities; research and promotion Of
environment protection technology.
Jiayuanxing Tianjin Development, consulting, service and 19,195.05 Limited 100% 70,718 33,271 2,995
transfer of energy conservation and energy Company
technology; property management services.
Caring Company Tianjin Environmental engineering management and 3,333.33 Limited 60% 15,414 12,412 879
technical advice etc. Company
Bayannur Company Bayannur, Inner Processing of sewage water, production and 106,757.79 Limited 70% 115,139 112,466 1,347
Mongolia sales of recycled water and supply of tap Company
water
Shandong Company Shandong Investment and construction of sewage 19,200 Limited 55% 48,326 18,387 -459
treatment facilities Company

Water Recycling Company recorded revenue from principal operations of RMB264.06 million and operating profit of RMB83.43 million in 2019.

(8) STRUCTURED ENTITIES CONTROLLED BY THE COMPANY

Not applicable

30

III. DISCUSSION AND ANALYSIS OF THE COMPANY’S FUTURE DEVELOPMENT

(I) STATUS AND TRENDS OF THE INDUSTRY

In macroeconomics respect, the Central Committee of the CPC defined the policy of “consolidating, strengthening, upgrading, and ensuring unimpeded flows”, which was paired with the two driving factors of “innovation-driven” and “reform and opening up”, to improve the economic competitiveness across the board and speed up the building of a modern economic system. This calls for the enterprises to adapt to changes in the macro environment in their development, to pursue progress while ensuring stability. On the one hand, risk control should be focused, and on the other hand, the quality and benefit of development should also be focused. In addition, the Fourth Plenary Session of the 19th Central Committee of the CPC proposed strengthening the building of the basic system in the capital market and perfecting a modern financial system that is highly adaptable, competitive, and inclusive, to forestall and defuse financial risks. It will be more convenient for enterprises to obtain direct financing and conducive to reducing the assets liability ratio of enterprises. It also provides a rare opportunity for merger, acquisition, investment and industrial integration particularly at the stage of economic downturn and underestimation of asset prices.

In addition, in terms of industry development, the following three changes are of concern:

1. The PPP model is further standardized and is used to control project risks

In March 2019, the Ministry of Finance issued the Implementation Opinions of the Ministry of Finance on Promoting the Sound Development of Public-Private Partnership (Cai Jin [2019] No. 10) 《(財政部關於推進政府和社會資本合作規範 發展的實施意見》(財金[2019]10號)), specifying the principle of “sound operation, strict supervision, openness and transparency, and credibility and compliance” and emphasizing the financial expenditure, payment mechanism, scope of application, and market operation of PPP projects, which further standardized PPP projects. The Implementation Opinions are beneficial to exerting strict control over local hidden debt risks and rectifying the phenomena of “focusing on engineering to the neglect of operation”.

In addition, the National Development and Reform Commission promulgated the Opinions on Innovation and Improvement of the Pricing Mechanism for Promoting Green Development (關於創新和完善促進綠色發展價格機制的意見) in 2018. This policy proposed to formulate the sewage treatment standards according to the principle of compensating the operating costs of facilities for sewage treatment and sludge treatment (excluding the operating costs of sewage collection and pipeline network construction) and making a reasonable profit, to move forward the marketization of sludge disposal.

2. Sewage treatment and discharge standards continue to raise and the upgrading will be an important growth point for the industry in the future

China’s current national standard for sewage discharge is the Pollutant Discharge Standards for Urban Wastewater Treatment Plants (城鎮污水處理廠污染物排 放標準) (GB18918-2002) promulgated in 2002. Since its publication, urban sewage treatment plants have been upgraded four times, some of which have

31

been upgraded to First Grade B and First Grade A, then the others of which have been upgraded to First Grade B, and finally all of which have been upgraded to First Grade A. In 2015, the State Environmental Protection Administration published the Draft for Comment of the Pollutant Discharge Standards for Urban Wastewater Treatment Plants (國家環境保護標準城鎮污水處理廠污染物排放標 準) (GB18918-2002), in which the pollutant indexes requiring basic control under the “special emission limits” meet the class IV standard for surface water, and the standards introduced by Beijing, Tianjin, Jiangsu, and Zhejiang are stricter than the national standard. In 2018, the sewage treatment rate in urban areas of China reached 96%, and the sewage treatment rate in counties reached 92%. From this respect, further upgrading will be an important growth point for the industry in the future. In addition, as the discharge standards are rising, the requirements for the discharge of total nitrogen and total phosphorus become more stringent. In 2018, the Ministry of Ecology and Environment specially issued the Regulations on Strengthening the Prevention Control of Nitrogen and Phosphorus from Fixed Pollution Sources (關於加強固定污染源氮燐污染防治的統治), which expanded the market demand for external carbon sources and related pharmaceuticals.

3. The clear water defense plan is successively introduced and the sewage treatment business model is in great need of innovation

In June 2018, the Central Committee of the CPC and the State Council rolled out the Decisions of the Central Committee of the CPC and the State Council on Comprehensively Enhancing Eco-environmental Protection to Completely Win the Battle Against Pollution (關於全面加強生態環境保護堅決打好污染防 治攻堅戰的意見), explicitly demanding an all-out fight to keep our skies blue, our waters clear, and our land pollution-free. To win Blue Sky Defense Battle, the Central Committee of the CPC and the State Council proposed to take solid action in the five critical battles of water source protection, treatment of black and odorous water, protection and restoration of the Yangtze River, comprehensive management of the Bohai Sea, and agricultural and rural pollution abatement and successively introduced plans for winning the five critical battles. In response to the requirements for environmental protection including water governance, regional governance, watershed governance, and ecological restoration, the business model for sewage treatment requires immediate innovation.

In 2019, the Ministry of Housing and Urban-Rural Development, the Ministry of Ecology and Environment, and the National Development and Reform Commission jointly unveiled the Three-year Action Plan for Improving Quality and Increasing Efficiency of Municipal Wastewater Treatment (城鎮污水處理提 質增效三年行動方案), expressing particular concerns about the long-standing issue of “a focus on the construction of sewage treatment plants to the neglect of pipeline networks”. On the one hand, although sewage treatment facilities are provided, “bad construction projects” and a low load rate frequently occur due to the inadequacy of pipeline networks. On the other hand, the water quality of rivers is affected due to the disrepair, damage, leakage, and incorrect connection of pipe networks. Different from sewage treatment plants that have a clear financing source, the construction and maintenance of pipeline networks basically rely on government funding, which puts greater pressure on local governments and thus become the focus and difficulty of future model innovation.

After years of hard work, the Company’s water projects has a total water supply scale of approximately 6.0841 million m[3] /day, involving water supply, sewage treatment, and recycling. Having accumulated rich experience and capabilities in the market development, construction, operation, and management of water

32

projects, the Company has become a domestically well-known water company. In recent years, the Company has also made achievements in fields such as sludge disposal, industrial wastewater treatment, hazardous waste disposal, soil remediation, new energy supply, and sponge city. It has gradually built up comprehensive environmental service capabilities. In the future, the Company is capable and confident to participate in the competition in the key development areas of the environmental protection industry, creates revenue for shareholders, and contributes to building a Beautiful China.

(II) DEVELOPMENT STRATEGIES OF THE COMPANY

Positioning itself as a “comprehensive environmental service provider” and based on the development strategic objectives set out during the “13th Five-Year Plan” period, the Company will continue to promote the corporate development in all aspects. 2020 is the year of sprint in implementing the “13th Five-Year Plan”. The Company will continue to devote consistent efforts to realise new development and step across pedestals in the crucial stage of the “13th Five-Year Plan”. In respect of business development, the Company not only continues to consolidate its core business focusing on wastewater treatment, but also actively expands other promising environmental protection business such as solid waste disposal, new energy and environmental protection and technology, and explore emerging businesses such as environmental restoration and environmental monitoring. In addition, the Company focuses on key links in the business industry chain such as pharmaceutical production and high-end environmental protection equipment manufacturing, to further build the comprehensive environmental service capabilities. In 2020, facing the COVID-19, the Company will focus on both epidemic prevention and control and production and operation, and strive to achieve “attaching equal importance to both.” Meanwhile, the Company will pay close attention to changes in external risks, make plans for risk prevention and control, and promote deep transformation and high-quality development of enterprises through institutional innovation, technological innovation and model innovation.

(III) OPERATING PLANS

1. Progress of development strategy and operating plan of the Company during the reporting period

In 2019, the Company used the “13th Five-Year” strategic plan as its guideline to consolidate staff’s efforts and developed new strategic businesses. It deepened organizational and structural reforms, improved research and development system, focused on the refined management as the major task. Through comprehensive distribution, careful planning and solid progress, key progresses have been achieved in all aspects of work. With efforts of all employees, the operation strategy and operation plan formulated by the Board at the beginning of the year has basically been completed. The targets set on revenue, fees and costs have also been achieved successfully.

2. 2020 is the first year of market-oriented reform of entrepreneurship and environmental protection. The Company will combine the 13th Five-Year Plan and annual operating plan to consolidate operational advantages and continue to strengthen scientific and technological research and development to help the Company become more powerful; build the new model of market development to accelerate the development of the Company; ensure that the deepening of reforms is effective, and stimulate the development vitality of the Company; improve the Company’s internal control system and continuously improve the Company’s governance capabilities. The business strategies for 2020 are as follows:

33

(1) Continue to strengthen technology-leading and improve core competitiveness

Increase market demand-oriented technology research and development and investment, enhance the technological advantages of the corporation in project operation, construction, development and other fields, achieve new breakthroughs in technology leadership in the transformation of scientific and technological achievements and strategic new business development, and continue to provide high quality development with new energy to help the corporation become more powerful.

(2) Continue to strengthen project operation management and construction management and improve operation quality to ensure project construction progress

Increase quality safety and cost management, use big data and other information technologies to improve project operation and management. Control costs reasonably and ensure safe and economic operation. Make continuous efforts to ensure project quality and progress.

(3) Promote the practice of market-oriented reforms and stimulate the Company’s development vitality

In 2020, on the basis of completing the selection and employment of professional managers of the Company, implement the salary and performance assessment of the managements to stimulate the professional spirit and professional ability of the managements; promote the deepening reform of directly-owned sewage treatment plants and various subsidiaries to stimulate employee motivation and promote the common growth of employees and the corporation; continue to improve the management structure reform of the Company and improve the management efficiency.

(4) Explore new models for market development and accelerate the development of the company

In 2020, develop a new market development model comprehensively based on the good market development in recent years, that is, to optimize traditional water projects and increase project profitability requirements; to extend the industrial chain, try to expand new businesses through mergers and acquisitions, and accelerate the development of the Company.

(5) Further improve the internal control system and continuously improve the Company’s governance capabilities

With the operation of the new organizational structure and the guidance of new management ideas, the Company’s internal control system will also be further improved to effectively enhance its corporate governance capabilities and consolidate the foundation of the Company’s sound development.

34

(6) Strengthen the leading of the Party to provide solid safeguard for the Company’s development

The Company will focus on the deep integration between the Party-building works and our major works, stick to the way of market-oriented reforms and give full play to the Party Committee’s guiding role of “defining direction, making overall planning and supporting implementation” so as to provide solid political, talent and organizational safeguard to the Group’s transformation and upgrading and escort our operation.

3. Income, expenses and cost plan:

In 2020, it is expected that the main business of the Group will still mainly engage in sewage treatment business, and the annual sewage treatment will be not less than 1.3 billion cubic meters. With the higher discharge standards applicable to each project and the continuous increase in costs of various types of resources, energy and labor, the operation costs of projects increase. If there are no major changes in the prevailing national guidelines, policies and business environment, it is expected that amount of variation in revenue from and cost for sewage treatment service fee will not be higher than 20%.

4. Technology R&D investment plan:

In 2020, the Group will invest not less than RMB14.00 million in technology research, development and technological reforms, and will continue to conduct research and development on the new technical processes and application technology in the areas of sewage water treatment and sludge treatment etc.

5. In 2020, the estimated capital expenditure is RMB4.6 billion, which will be mainly used for the upgrading of water projects, and the construction of new energy projects and hazardous waste projects.

In 2020, the capital required for the Group’s operation and investment will be satisfied by the Group’s existing credit, corporate bonds, equity financing, strategic cooperation and other channels.

(IV) POSSIBLE RISKS

(1) Risks of COVID-19

The COVID-19 may cause certain impact on the economy in the short term. For existing businesses, in addition to ensuring safety and quality, epidemic prevention and control is also necessary, which will increase the difficulty and cost of the work to a certain extent. As for business development, it is also affected by the whole society’s epidemic prevention and control, which may bring certain uncertainty to the market.

35

(2) Risk of government credit

Given the characteristic of licensed operation in sewage treatment projects, the capital source of sewage treatment service fee comes mainly from the special sewage-treatment fee charged by the governments through the sales of tap water; the deficient amount will be supplemented by the local governments. The PPP packaging projects recently promoted usually include the investment and construction of infrastructure such as pipe networks. The investment of social capital is relatively huge, and the investment return relies mainly on the payment of sewage treatment service fee from the governments. Therefore, the singleness of capital source determines the importance and cruciality of the government credibility. Whether water utilities companies can recoup the investment as scheduled and obtain the expected rate of return depends on the level of government credibility. In case the risk related to government credibility occurs, the project companies will face cash flow problem, which may generate capital risks such as financial risks and financing risks.

(3) Risk of change in policy

Currently, the PRC is at the special phase of comprehensive in depth reform. For a long period in the future, there will be transformative changes in policies related to economy, finance, commodity prices, financial taxation and government functions, etc. The policy changes in commodity prices and taxation will directly influence the adjustment of water price. During the exclusive license operation period lasting for 30 years, as a social investor, the Company needs to pay attention to the risk of changes in policy.

(4) Risk of operation and management

With the introduction of a series of energy-saving and emission reduction requirements under the national “13th Five-Year Plan”, the standards for environmental governance will become more stringent. In order to meet the new standards, the demands for upgrading sewage treatment plants will gradually increase. Under this circumstance, on one hand, sewage treatment plants will face the risk of facing restructuring and operational risk. On the other hand, enterprises will also face the risk of adjusting the original licensed operation agreement.

2. Risk control measures

(1) Achieve both the “epidemic prevention and control” and “economic work” to fully respond to the short-term risks

Facing the epidemic of COVID-19, the corporation must complete various tasks while preventing and controlling the epidemic, effectively protecting the health of employees, and giving full play to their social responsibilities.

36

(2) Protect the Company’s lawful interests by making full use of laws and regulations

Strengthening the concept of corporate governance in accordance with the laws by making full use of its overall legal advisory system to protect lawful interests of the Company. Meanwhile, the Company calls for and supports the prompt establishment and perfection of “Licensed Operation Law” and “PPP Law” to further assure equality of the contracting parties, tighten up the performance assessment and profit distribution mechanisms, and provide for the government obligations to pay according to contracts and the rights for investors to get reasonable returns under the laws, so as to reduce the risk related to government credibility and the financial risk of the investors.

(3) Strengthen comprehensive risk management

Determine the target for comprehensive risk management; establish the institutional framework for comprehensive risk management to identify, analyse, assess and deal with possible hidden risks in different business links; improve the risk management system and establish a sound and comprehensive risk management system for the Company; improve its timing and efficiency of the comprehensive risk management of the Company; conduct the dynamic management and effective control over risks so as to reasonably ensure the achievement of the Company’s strategic targets.

(4) Continue to raise the standards of operating management

As a listed company in the environmental protection field, the Company has control over production and operation risks in a timely manner through standardized management in accordance with relevant changes in policies. Specifically, our risk control measures include staff training, strengthening the consciousness of laws on environmental protection and improving the management and control levels of technologies; strengthening the maintenance and protection of facilities for proper preservation of asset value and stable operation; perfecting the monitoring of quality, promoting control over the whole process to ensure the end products could meet the standards of discharge; developing water environment remedy plans and safe production plans, so as to ensure careful operation and the best environmental performance of the Company under force majeure conditions.

(V) Others

Not applicable

IV. FAILURE TO DISCLOSE AS PER RULES DUE TO INAPPLICABILITY OR SPECIAL REASONS, SUCH AS STATE SECRETS AND BUSINESS SECRETS

Not applicable

37

V. THE PROPOSAL ON THE PROFIT APPROPRIATION OR TRANSFER OF CAPITAL RESERVE FUND TO SHARE CAPITAL FOR THE REPORTING PERIOD AS REVIEWED BY THE BOARD

As audited by PricewaterhouseCoopers Zhong Tian LLP and PricewaterhouseCoopers, the net profit attributable to the Company in 2019 amounted to RMB507.11 million. After deduction of the statutory common reserve of RMB41.14 million drawn in accordance with the relevant requirements of the Company Law of the PRC and the Articles of Association of the Company, adding the retained profit of RMB3,442.84 million at the beginning of the year, and less the distribution in 2019 of the 2018 cash dividend of RMB151.29 million, the actual profit distributable to the shareholders for this year amounted to RMB3,757.52 million.

Considering that the Company is still in the development stage and cooperating with the capital expenditure arrangement in 2020 of Company for external project development, the Company intends to distribute to all of its Shareholders in the form of every 10 share with cash dividends of RMB1.07 (gross tax) with a total amount of RMB152.71 million in 2019 according to the profit appropriation policy of the Company. The amount of cash dividends accounted for 30.11% of the Company’ s distributable profit realized in 2019. The capital reserve in 2019 will not be transferred to the share capital.

The distribution proposal is subject to the consideration and approval at the 2019 general meeting of the Company.

38

§5 FINANCIAL ACCOUNTING REPORT

CONSOLIDATED INCOME STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME FOR THE YEAR ENDED 31 DECEMBER 2019

(All amounts in Rmb thousand unless otherwise stated)

Notes
Continuing operations
Revenue from contracts with customers
3
Cost of sales
5
Tax expenses and surcharge
Gross profit
Distribution costs
5
Administrative expenses
5
Net impairment losses on financial assets
Other income
4
Other gains – net
6
Operating profit
Finance income
Finance costs
Finance costs – net
7
Profit before income tax
Income tax expense
8
Profit for the year
Other comprehensive income
for the year, net of tax
Total comprehensive income for the year
Total comprehensive income
for the year is attributable to:
Owners of the Company
Non-controlling interests
Earnings per share for profit attributable to the
equity holders of the Company (in RMB Yuan):
Basic earnings per share
9
Diluted earnings per share
9
2019
RMB’000
2,851,453
(1,984,537)
(45,716)
821,200
(7,075)
(168,661)
(31,383)
166,989
47,875
828,945
23,951
(223,347)
(199,396)
629,549
(100,587)
528,962

528,962
507,107
21,855
528,962
0.36
0.36
2018
RMB’000
2,447,515
(1,568,995)
(49,688)
828,832
(5,417)
(129,096)
(12,973)
173,023
2,461
856,830
53,779
(215,765)
(161,986)
694,844
(168,064)
526,780

526,780
501,168
25,612
526,780
0.35
0.35

39

CONSOLIDATED BALANCE SHEET AS AT 31 DECEMBER 2019

(All amounts in RMB thousand unless otherwise stated)

Notes
ASSETS
Non-current assets
Land use rights
Right-of-use assets
Property, plant and equipment
Intangible assets
Deferred income tax assets
Investment properties
Investments accounted for using the equity method
Financial asset at fair value through other
comprehensive income
Long-term receivables
Other non-current assets
Total non-current assets
Current assets
Inventories
Trade receivables
11
Prepayments
Other receivables
Other current assets
Cash and cash equivalents
Restricted cash
Total current assets
Total assets
2019
RMB’000

58,080
801,007
11,701,362
4,209

195,000
2,000
236,450
195,919
13,194,027
14,805
2,508,895
38,583
65,156
89,728
2,066,301
13,312
4,796,780
17,990,807
2018
RMB’000
60,358

497,580
10,314,469

84,052
195,000
2,000
253,686
109,181
11,516,326
13,991
2,091,760
23,531
36,162
179,477
1,808,543
17,658
4,171,122
15,687,448

40

CONSOLIDATED BALANCE SHEET (continued) AS AT 31 DECEMBER 2019

(All amounts in Rmb thousand unless otherwise stated)

Notes
LIABILITIES
Non-current liabilities
Borrowings
Deferred revenue
Deferred income tax liabilities
Provisions for other liabilities and charges
Other non-current liabilities
Total non-current liabilities
Current liabilities
Trade payables
12
Contract liabilities
Wages payables
Income tax and other taxes payables
Dividend payable
Other payables
Borrowings
Provisions for other liabilities and charges
Total current liabilities
Total liabilities
Net assets
EQUITY
Share capital
Other reserves
Retained earnings
Non-controlling interests
Total equity
2019
RMB’000
5,066,797
2,059,702
125,587
11,665
36,000
7,299,751
231,293
558,472
66,100
86,188
1,172
1,532,842
1,059,869
12,933
3,548,869
10,848,620
7,142,187
1,427,228
989,274
3,757,523
6,174,025
968,162
7,142,187
2018
RMB’000
4,114,683
2,101,085
138,812
10,069
38,000
6,402,649
176,398
469,185
53,942
68,893
1,912
1,456,133
443,369
2,669,832
9,072,481
6,614,967
1,427,228
948,131
3,442,844
5,818,203
796,764
6,614,967

41

Notes to the Condensed Consolidated Financial Statements AS AT 31 DECEMBER 2019

(All amounts in RMB thousand unless otherwise stated)

1 Basis of preparation

(a) Compliance with HKFRS and HKCO

The consolidated financial statements of the Group have been prepared in accordance with Hong Kong Financial Reporting Standards (‘HKFRS’) and disclosure requirements of the Hong Kong Companies Ordinance (‘HKCO’) Cap.622.

(b) Historical cost convention

The financial statements have been prepared on the historical cost basis.

(c) New and amended standards and interpretations adopted by the Group

The Group has applied the following new and amended standards and interpretations for the first time for their annual reporting period commencing 1 January 2019:

  • HKFRS 16 Leases

  • Prepayment Features with Negative Compensation – Amendments to HKFRS 9

  • Long-term Interests in Associates and Joint Ventures – Amendments to HKAS 28

  • Annual Improvements to HKFRS Standards 2015 – 2017 Cycle

  • Plan Amendment, Curtailment or Settlement – Amendments to HKAS 19

  • Interpretation 23 Uncertainty over Income Tax Treatments

The Group had to change its accounting policies as a result of adopting HKFRS 16. The Group elected to adopt the new rules retrospectively but recognised the cumulative effect of initially applying the new standard on 1 January 2019. This is disclosed in Note 2. Most of the other amendments and interpretations listed above did not have any impact on the amounts recognised in prior periods and are not expected to significantly affect the current or future periods.

(d) New and amended standards and revised conceptual framework not yet adopted

Certain new accounting standards and revised conceptual framework for financial reporting have been published that are not mandatory for 31 December 2019 reporting periods and have not been early adopted by the Group. These standards and revised conceptual framework are not expected to have a material impact on the Group in the current or future reporting periods and on foreseeable future transactions.

2 Change in accounting policies

This note explains the impact of the adoption of HKFRS 16 “Leases” on the Group’s financial statements.

As indicated in Note 1 above, the Group has adopted HKFRS 16 “Leases” retrospectively from 1 January 2019, but has not restated comparatives for the 2018 reporting period, as permitted under the specific transition provisions in the standard. The reclassifications and the adjustments arising from the new leasing rules are therefore recognised in the opening balance sheet on 1 January 2019. The adjustments are explained in more detail by standard below.

42

(a) Measurement of right-of-use assets

Upon the adoption of HKFRS 16, right-of-use assets were measured on a retrospective basis as if the new rules had always been applied. Adjustments were recognised in the balance sheet on 1 January 2019.

The impact resulted from the change in accounting policy only affected the following items in the balance sheet on 1 January 2019:

  • land use rights – decrease by RMB60,358 thousand.

  • right-of-use assets – increase by RMB60,358 thousand.

The adoption of HKFRS 16 has no impact on the Group’s retained earnings as of 1 January 2019.

(b) Lessor accounting

  • The Group did not need to make any adjustments to the accounting for assets held as lessor under operating leases as a result of the adoption of HKFRS 16.

3 Segment information

(a) Operating segment analysis

Management has determined the operating segments based on the reports reviewed by the strategy steering committee held regularly that are used to make strategic decisions for the purpose of allocating resources and assessing performance.

The strategy steering committee meeting considers the business primarily from service perspective and for the most significant business segments geographical perspectives will also be considered. From a service perspective, management assesses the performance of processing of sewage water, recycled water and pipeline connection, heating and cooling services, tap water operations and sale of environmental protection equipment. Processing of sewage water is further evaluated on a geographical basis (Tianjin plants, Hangzhou plant and other plants). The environmental protection equipment is mainly the achievement of technology research. The assets are allocated based on the operations of the respective segments and the physical location of assets. The liabilities are allocated based on the operations of the respective segment. Expenses indirectly attributable to each segment are allocated to the segments based on the proportion of each segment’s revenue.

Other services include contract operation services, lease of office building or apartments and provide technical services etc. These are not separately presented within the reportable operating segments, but included in the ‘all other segments’ column.

The strategy steering committee assesses the performance of the operating segments based on a measure of profit before income tax, which is measured in the approach consistent with that in the financial statements.

43

(i) For the year ended 31 December 2019

Segment revenue
Timing of revenue recognition:
At a point in time
Over time
Segment expense
Segment results
Profit before income tax
Income tax expense
Profit for the year
Segment assets
Investment accounted for
using the equity method
Total assets
Total liabilities
Other information
– Interest income
– Interest expenses
– Depreciation
– Amortization
– Capital expenditures
Sewage waterprocessing
Recycled water
and pipeline
connection
Tianjin
plants
Hangzhou
plant
Other
plants
RMB’000
RMB’000
RMB’000
RMB’000
1,122,467
254,208
648,351
283,813




1,122,467
254,208
648,351
283,813
(878,181)
(210,958)
(511,231)
(199,529)
244,286
43,250
137,120
84,287
6,779,197
981,119
6,625,106
985,548
(6,090,474)
(286,491)
(2,714,905)
(846,306)
12,498
1,820
2,874
4,463
(126,783)
(11,077)
(69,493)
(56)
(19,850)

(605)
(19,377)
(170,375)
(62,648)
(177,327)
(7,727)
121,112

1,585,870
54,656
Sewage waterprocessing
Recycled water
and pipeline
connection
Tianjin
plants
Hangzhou
plant
Other
plants
RMB’000
RMB’000
RMB’000
RMB’000
1,122,467
254,208
648,351
283,813




1,122,467
254,208
648,351
283,813
(878,181)
(210,958)
(511,231)
(199,529)
244,286
43,250
137,120
84,287
6,779,197
981,119
6,625,106
985,548
(6,090,474)
(286,491)
(2,714,905)
(846,306)
12,498
1,820
2,874
4,463
(126,783)
(11,077)
(69,493)
(56)
(19,850)

(605)
(19,377)
(170,375)
(62,648)
(177,327)
(7,727)
121,112

1,585,870
54,656
Heating and
cooling
services
RMB’000
101,377

101,377
(63,035)
38,342
705,829
(374,378)
855
(3,197)
(296)
(23,186)
53,621
Tap water
operations
Sale of
environmental
protection
equipment
RMB’000
RMB’000
105,374
44,386


105,374
44,386
(80,791)
(28,167)
24,583
16,219
507,909
57,814
(32,434)
(11,257)
28
1,186
(1,712)
(9)
(1,132)
(521)
(17,330)
(1)
73,918
All other
segments
RMB’000
291,477
18,875
272,602
(250,012)
41,462
1,153,285
(492,375)
227
(1,655)
(4,737)
(4,371)
226,177
Group
RMB’000
2,851,453
18,875
2,832,578
(2,221,904)
Tianjin
plants
RMB’000
1,122,467

1,122,467
(878,181)
244,286
6,779,197
(6,090,474)
12,498
(126,783)
(19,850)
(170,375)
121,112
Hangzhou
plant
RMB’000
254,208

254,208
(210,958)
43,250
981,119
(286,491)
1,820
(11,077)

(62,648)
629,549
629,549
(100,587)
528,962
17,795,807
195,000
17,990,807
(10,848,620)
23,951
(213,982)
(46,518)
(462,965)
2,115,354

44

(ii) For the year ended 31 December 2018

Segment revenue
Timing of revenue recognition:
At a point in time
Over time
Segment expense
Segment results
Profit before income tax
Income tax expense
Profit for the year
Segment assets
Investment accounted for
using the equity method
Total assets
Total liabilities
Other information
– Interest income
– Interest expenses
– Depreciation
– Amortization
– Capital expenditures
Sewage waterprocessing
Recycled water
and pipeline
connection
Tianjin
plants
Hangzhou
plant
Other
plants
RMB’000
RMB’000
RMB’000
RMB’000
858,211
284,062
484,102
349,860




858,211
284,062
484,102
349,860
(607,310)
(201,086)
(376,977)
(213,545)
250,901
82,976
107,125
136,315
6,430,423
1,090,937
5,136,425
863,109
5,838,269
349,501
1,351,428
816,293
33,398
1,748
2,218
14,206
(145,836)
(15,461)
(31,211)
(57)
(235)

(4,217)
(25,071)
(131,095)
(60,781)
(114,353)
(5,157)
923,737

2,499,828
182,955
Sewage waterprocessing
Recycled water
and pipeline
connection
Tianjin
plants
Hangzhou
plant
Other
plants
RMB’000
RMB’000
RMB’000
RMB’000
858,211
284,062
484,102
349,860




858,211
284,062
484,102
349,860
(607,310)
(201,086)
(376,977)
(213,545)
250,901
82,976
107,125
136,315
6,430,423
1,090,937
5,136,425
863,109
5,838,269
349,501
1,351,428
816,293
33,398
1,748
2,218
14,206
(145,836)
(15,461)
(31,211)
(57)
(235)

(4,217)
(25,071)
(131,095)
(60,781)
(114,353)
(5,157)
923,737

2,499,828
182,955
Heating and
cooling
services
RMB’000
91,015

91,015
(57,905)
33,110
611,827
290,659
792
(2,138)
(16)
(18,310)
45,520
Tap water
operations
Sale of
environmental
protection
equipment
RMB’000
RMB’000
93,261
35,282


93,261
35,282
(76,419)
(29,044)
16,842
6,238
376,511
48,816
40,542
9,711
15
386
(2,319)
(18)
(48)
(513)
(14,061)
(1,026)
150,780
2,871
All other
segments
RMB’000
251,722

251,722
(190,385)
61,337
934,400
376,078
1,016
(1,734)
(14,730)
(1,639)
162,481
Group
RMB’000
2,447,515

2,447,515
(1,752,671)
Tianjin
plants
RMB’000
858,211

858,211
(607,310)
250,901
6,430,423
5,838,269
33,398
(145,836)
(235)
(131,095)
923,737
Hangzhou
plant
RMB’000
284,062

284,062
(201,086)
82,976
1,090,937
349,501
1,748
(15,461)

(60,781)
694,844
694,844
(168,064)
526,780
15,492,448
195,000
15,687,448
9,072,481
53,779
(198,774)
(44,830)
(346,422)
3,968,172

(b) Liabilities related to contracts with customers – contract liabilities

For recycled water and pipeline connection services
For sewage water services
For equipment sales
For heating supply services
For hazardous wastes
Others
31 December
2019
RMB’000
508,138
12,071
11,263
8,014
6,197
12,789
558,472
31 December
2018
RMB’000
453,602


4,074

11,509
469,185

45

(i) Revenue recognised in relation to contract liabilities

The following table shows how much of the revenue recognised in the current reporting period relates to carried-forward contract liabilities.

Revenue recognised that was included in the
contract liability balance at the beginning of the period
Pipeline connection service
Heating supply service
Others
31 December
2019
RMB’000
166,190
4,074
3,131
173,395
31 December
2018
RMB’000
249,567
3,670
3,955
257,192

The Group classified these contract liabilities as current because the Group expects to realise them in its normal operating cycle.

(ii) Unsatisfied long-term contracts

As at 31 December 2019, the consideration for pipeline connection services of approximately RMB556 million of which the contracts were signed but the performance obligation is not yet fully completed, will be recognised by overtime based on the progress towards the completion of related performance obligations in the following years.

As at 31 December 2019, the consideration for certain entrusted sewage services of RMB61 million of which the contracts were signed but the performance obligations is not yet fully completed, among which the Group expects the related revenue of approximately RMB52 million,RMB8 million and RMB1 million will be recognised in 2020, 2021 and 2022 respectively.

As at 31 December 2019, the consideration for equipment sales of RMB13 million of which the contracts were signed but the performance obligations is not yet fully completed. The related revenue is expected to be recognised in 2020.

As at 31 December 2019, a contract of road tolls service fee of RMB571 million was signed but the performance obligations is not yet fully completed, among which the Group expects to recognise revenue of approximately RMB62 million in every year from 2020 to 2028, and revenue of approximately RMB13 million in 2029.

All other contracts are for periods of one year or less or are billed based on time incurred. As permitted under HKFRS 15, the transaction price allocated to these unsatisfied contracts is not disclosed.

4 Other income

Government grants
VAT refund
Others
2019
RMB’000
108,103
58,874
12
166,989
2018
RMB’000
73,140
99,512
371
173,023

46

5 Expenses by nature

Expenses included in cost of sales, selling expenses and administrative expenses are analysed as follows:

Amortisation – intangible assets
Raw materials and consumables used
Employee benefit expenses
Utilities
Repair and maintenance expenses
Subcontract cost of recycling water pipeline
connection service, environmental
equipment and toll road management
Sewage mud processing fee
Depreciation – property, plant and equipment
Factory environment, detection and fire prevention expenses
Impairment loss on other current assets
Travel, meeting and business entertainment expenses
Consulting service expenses
Network maintenance costs
Office expenses
Expenses of secretary of the board
Auditors’ remuneration – audit services
Other taxes
Depreciation – right of use assets
Depreciation – investment properties
Amortisation – land use rights
Others
2019
RMB’000
462,965
352,215
350,018
342,274
181,978
135,556
93,930
43,862
36,759
26,808
21,390
20,416
17,330
9,412
4,789
3,300
2,663
2,278
378

51,952
2,160,273
2018
RMB’000
344,780
190,667
286,101
314,546
105,194
178,625
97,018
42,062
29,355

14,403
15,274
17,416
7,054
4,475
3,300
2,464

2,768
1,642
46,364
1,703,508

6 Other gains – net

Gain/(loss) on disposal of property, plant and equipment
Gain on disposal of other current assets
Government grants
Others
2019
RMB’000
704
48,703

(1,532)
47,875
2018
RMB’000
(900)

5,341
(1,980)
2,461

47

7 Finance costs – net

Interest expenses of borrowings
Less: Capitalised interest (a)
Net interest expenses
Net exchange losses (b)
Others
Finance costs
Less: Interest income
– long-term receivables
– bank deposits
Finance costs
2019
RMB’000
250,341
(36,359)
213,982
8,813
552
223,347
(23,951)
(9,405)
(14,546)
199,396
2018
RMB’000
233,574
(34,800)
198,774
16,543
448
215,765
(53,779)
(10,029)
(43,750)
161,986
  • (a) Capitalised borrowing costs

The capitalisation rate used to determine the amount of borrowing costs to be capitalised is the weighted average interest rate applicable to the Group’s general borrowings during the year, which is 4.44% in 2019 (2018: 4.48%).

  • (b) For the year ended 31 December 2019, the net exchange loss on the long-term payables denominated in JPY and US dollar amounted to approximately RMB9 million (2018: RMB17 million) which have been included as finance costs.

8 Income tax expense

Current income tax
Deferred income tax (credit)/charge
2019
RMB’000
118,021
(17,434)
100,587
2018
RMB’000
163,631
4,433
168,064

48

9 Earnings per share

Basic earnings per share is calculated based on the profit attributable to owners of the Company of approximately RMB507 million (2018: RMB501 million) and weighted average number of ordinary shares of 1,427 million shares in issue during the year (2018: 1,427 million shares).

Diluted earnings per share is calculated by adjusting weighted average number of ordinary shares outstanding to assume conversion of all dilutive potential ordinary shares. The Group has no dilutive potential ordinary shares. Therefore, diluted earnings per share equal to earnings per share and the calculations of which are as below:

Profit attributable to owners of the Company
Weighted average number of ordinary shares in issue (million shares)
Basic and diluted earnings per share (RMB Yuan)
Dividends
(i)
Ordinary shares
Final dividend for the year ended 31 December 2018 of 10.6 cent
(2017: nil) per fully paid share
Dividends paid in cash
(ii)
Dividends not recognised at the end of the reporting period
In addition to the above dividends, since year end the
directors have recommended the payment of a final dividend of
10.7 cents per fully paid ordinary share (2018: 10.6 cents).
The aggregate amount of the proposed dividend expected to be
paid on 13 May 2020 out of retained earnings at
31 December 2019, but not recognised as a
liability at year end, is
2019
RMB’000
507,107
1,427
0.36
2019
RMB’000
151,285
151,285
2019
RMB’000
152,713
2018
RMB’000
501,168
1,427
0.35
2018
RMB’000
2018
RMB’000
151,285

10 Dividends

49

11 Trade receivables

Trade receivables
Notes receivable
Receivables from third parties
Receivables from related parties
Less: loss allowance
31 December
2019
RMB’000
2,508,246
16,131
2,524,377
65,474
2,589,851
(80,956)
2,508,895
31 December
2018
RMB’000
2,079,697
10,295
2,089,992
51,352
2,141,344
(49,584)
2,091,760

(i) The majority of the Group’s sales are on credit or documents against payment. The ageing analysis of the trade receivables based on invoice date were as follows:

Within 1 month
1 month to 1 year
1 to 2 years
2 to 3 years
More than 3 years
Total
31 December
2019
RMB’000
517,692
1,352,969
641,788
52,987
24,415
2,589,851
31 December
2018
RMB’000
204,628
1,263,411
649,268
15,464
8,573
2,141,344
  • (ii) Impairment and risk exposure

The Group applies the HKFRS 9 simplified approach to measuring expected credit losses which uses a lifetime expected loss allowance for all trade receivables.

To measure the expected credit losses, trade receivables have been grouped based on shared based credit risk characterises and the days past due.

The expected loss rates are based on the payment profiles of sales over a period of 36 months before 31 December 2019 or 1 January 2019 respectively and the corresponding historical credit losses experienced within this period. The historical loss rates are adjusted to reflect current and forward-looking information on macroeconomic factors affecting the ability of the customers to settle the receivables. The Group has identified the GDP of client in which it sells its goods and service to be the most relevant factor, the default rate by client’s industry group, the defaulted unsecured loan recoveries and accordingly adjusts the historical loss rates based on expected changes in this factor.

Group – banker’s acceptance

The Group measures bad debt provision in accordance with the lifetime expected credit loss for the entire duration, and no provision is deemed necessary. The Group considers that there is no significant credit risk in banker’s acceptance and no major loss will be caused by bank default.

50

On that basis, the loss allowance as at 31 December 2019 and 31 December 2018 was determined as follows for trade receivables:

By individual:

31 December 2019
Carrying amount
Expected
credit loss rate
RMB’000
Tianjin Water Authority Bureau
1,809,061
0.05%
Qujing Sewage Company
163,735
18.40%
Hangzhou Municipal Facilities
Development Center
56,757
0.05%
Guiyang Water Authority Bureau
52,612
0.05%
Jinghai Development Area
Management Committee
21,723
24.88%
Xi’an Infrastructure Investment Group
18,424
0.05%
Tianjin Ziya Environmental
Protection Industrial Park Co. Ltd
16,797
15.97%
Tianjin City Appearance Sanitation
Construction Development Co. Ltd
14,513
15.73%
Tianjin Shuangkou Municipal
Solid Waste Landfill
14,208
36.98%
Zhejiang Xinsanyin Dyeing Co.Ltd
5,731
65.03%
Tianjin Tianbao Municipal
Administration Co. Ltd
5,174
28.91%
Total
2,178,735
31 December 2018
Carrying amount
Expected
credit loss rate
RMB’000
Tianjin Water Authority Bureau
1,582,240
0.05%
Qujing Sewage Company
140,296
24.49%
Hangzhou Municipal Facilities
Development Center
43,545
0.05%
Guiyang Water Authority Bureau
39,243
0.05%
Hangzhou Sewage Company
18,198
0.05%
Xi’an Infrastructure Investment Group
16,608
0.05%
Tianjin Qudong Culture Media Co. LTD
7,910
100.00%
Total
1,848,040
Loss Allowance
RMB’000
(990)
(30,120)
(31)
(29)
(5,405)
(10)
(2,682)
(2,283)
(5,254)
(3,727)
(1,496)
(52,027)
Loss Allowance
RMB’000
(791)
(34,357)
(21)
(2)
(9)
(14)
(7,910)
(43,104)

51

Group – Non-provincial government customers

31 December 2019
Expected loss rate
Gross carrying amount
Loss allowance
31 December 2018
Expected loss rate
Gross carrying amount
Loss allowance
Group – Non-government customers
31 December 2019
Expected loss rate
Gross carrying amount
Loss allowance
31 December 2018
Expected loss rate
Gross carrying amount
Loss allowance
Current
5.31%
102,406
5,438
Current
0.01%
42,605
4
Current
6.70%
41,844
2,804
Current
0.10%
34,821
35
Less than
180 days
past due
5.31%
107,386
5,702
Loss than
180 days
past due
0.11%
63,698
71
Loss than
90 days
past due
6.70%
27,352
1,833
Loss than
180 days
past due
1.13%
48,523
546
More than
180 days
past due
7.46%
57,014
4,255
More than
180 days
past due
0.50%
64,790
324
More than
90 days
past due
15.08%
58,983
8,897
More than
180 days
past due
5.00%
28,572
5,500
Total
266,806
15,395
Total
171,093
399
Total
128,179
13,534
Total
111,916
6,081

The loss allowances for trade receivables as at 31 December reconcile to the opening loss allowances as follows:

Opening loss allowance at 1 January
Net impairment losses recognised in profit or loss during the year
Closing loss allowance at 31 December
2019
RMB’000
49,584
31,372
80,956
2018
RMB’000
36,759
12,825
49,584

52

For the trade receivable with actual bad debts, the relevant departments of each business will explain the specific reasons for the failure to recover them, and the financial management department will write off the accounts according to the information.

Impairment losses on trade receivables are presented as net impairment losses within operating profit. Subsequent recoveries of amounts previously written off are credited against the same line item.

12 Trade payables

The aging analysis of trade payables based on supplier’s invoice date is as below:

Within 1 year
Over due 1 year
2019
RMB’000
164,526
66,767
231,293
2018
RMB’000
143,620
32,778
176,398

As at 31 December 2019, trade payable are mainly payable for purchases of inventories. The trade payable with aging more than 1 year are mainly source water charges payable by Qujing Company of RMB34 million, and the subcontract costs payable by Tianjin Water Recycling Co., Ltd of RMB21 million. As the Group has not yet recovered the relevant sewage treatment charges and the related projects have not yet been completed, the Group has not settled the related balances.

§6 SALE AND PURCHASE OR REDEMPTION OF SECURITIES OF THE COMPANY

During the reporting period, the Company or its subsidiaries did not purchase, sell and redeem any securities of the Company or its subsidiaries.

§7 CORPORATE GOVERNANCE CODE

None of the Directors is aware of any information that would reasonably indicate that the Company is not or was not, for any part of the year, in compliance with the Corporate Governance Code as set out in Appendix 14 of the Rules Governing the Listing of Securities on the Stock Exchange of Hong Kong Limited (the “ Listing Rules ”).

§8 MODEL CODE FOR SECURITIES TRANSACTIONS BY THE DIRECTORS

The Company has adopted a code of practice in respect of securities transactions conducted by the Directors with standards not lower than those prescribed in Model Code for Securities Transactions by Directors of Listed Issuers as set out in Appendix 10 of the Listing Rules. During the reporting period, all Directors have complied with the Model Code for securities transactions conducted by the Directors.

53

§9 PUBLIC FLOAT

As at the date of this announcement, the Company has maintained the prescribed public float under the Listing Rules, based on the information that is publicly available to the Company and within the knowledge of the Directors.

§10 PRE-EMPTIVE RIGHTS

There is no provision for pre-emptive rights under the Articles of Association of the Company and there is no restriction against such rights under the laws of the PRC.

§11 AUDIT COMMITTEE

On 31 July 2001, the Board approved the establishment of the audit committee (the “ Audit Committee ”) to review and supervise the financial reporting procedures and internal controls of the Company. The Audit Committee has reviewed the accounting principles and practices adopted by the Group and discussed internal controls and financial reporting matters including a review of the audited accounts for the year ended 31 December 2019 with the Directors.

§12 REVIEW OF PRELIMINARY ANNOUNCEMENT

The figures in this preliminary announcement of the Group’s annual results for the year ended 31 December 2019 have been agreed by the Group’s auditor, PricewaterhouseCoopers, to the amounts set out in the Group’s audited consolidated financial statements for the year. The work performed by PricewaterhouseCoopers in this respect did not constitute an engagement in accordance with Hong Kong Standards on Auditing, Hong Kong Standards on Review Engagements or Hong Kong Standards on Assurance Engagement issued by the Hong Kong Institute of Certified Public Accountants and consequently no assurance has been expressed by PricewaterhouseCoopers on this preliminary announcement.

By Order of the Board Liu Yujun Chairman

Tianjin, the PRC 26 March 2020

As at the date of this announcement, the Board comprises three executive Directors: Mr. Liu Yujun, Ms. Wang Jing and Mr. Niu Bo; three non-executive Directors: Mr. Yu Zhongpeng, Mr. Han Wei and Mr. Si Xiaolong; and three independent non-executive Directors: Mr. Di Xiaofeng, Mr. Guo Yongqing and Mr. Wang Xiangfei.

54